


America's Suitehearts

by themurderscene



Category: Ben 10 Series, Generator Rex, Generator Rex/Ben 10: Heroes United
Genre: Accidental Voyeurism, Blow Jobs, Crushes, Dirty Talk, First Kiss, Loss of Virginity, M/M, Praise Kink, Rimming, Sensuality, Top Rex/Bottom Ben
Language: English
Status: Completed
Published: 2020-02-09
Updated: 2020-02-09
Packaged: 2021-02-28 00:32:55
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 3,320
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22635160
Author URL: https://archiveofourown.org/users/themurderscene/pseuds/themurderscene
Summary: Yeah, Ben kind of annoyed him a little when he was so smug, but Rex liked the look in his eyes whenever he was making fun of him.
Relationships: Rex Salazar/Ben Tennyson
Comments: 3
Kudos: 81





	America's Suitehearts

**Author's Note:**

> i. yeah. watched the movie for the first time in five years again last night. wrote this in one go right after.

"Missed again,"  
Rex groaned as he turned around and watched his basketball fly off into some obscure part of the warehouse, Ben also watching it go with crossed arms; he turned to Rex with a little smirk, shifting his weight as he said, "You're not very good at sports, are you?"  
Rex picked up another basketball and huffed, brows furrowed in concentration as he cocked back to throw it, looking at Ben out of the corner of his eye. "It's 'cause you're watching me, it makes me nervous."  
Snorting, Ben turned on his heel, loosing one of his hands to motion vaguely. "Okay okay, I won't watch,"  
With his back turned, Rex gave his new friend a bit of a once-over, actually taking in what he looked like; his pale skin was flawless, short brown hair loosely styled with sprinkles of it covering his toned arms. His athletic frame was accentuated by his fitted pants and tight black shirt, showing off the subtle, masculine curves of his body… huh…  
"Are you gonna shoot, or what?"  
Rex blinked and kind of shook his head, seeing Ben turned at the waist with a bemused expression, green eyes cutting into Rex and making him swallow hard. "Uh yeah, yeah, I was just—psyching myself up!" He darted his gaze away and back to the hoop, tossing it way too hard, the ball hitting the backboard so violently it bounced right back at him, aiming directly for his face; before he could react, Ben stuck his arm out and deflected it just as it was about to make impact, the resounding _smack_ of it hitting his bare skin making Rex wince.  
"Ow," Ben hissed, shaking his arm with an upturned mouth, picking the ball up with a free hand.  
"Sorry." Rex said, instinctively reaching out to grab his arm.  
"It's fine," Ben replied, but didn't fight the action of Rex turning his arm over to inspect the wound; a big, round, red mark was already forming there, very obvious against the paleness of his skin, almost like he'd been given a hickey—it looked like it hurt.  
"Want me to get you some ice for this?" Rex looked up at him, his bare fingers gently touching around the sensitive area—Ben visibly shivered, which only had Rex's brows coming together in confusion.  
Shaking his head, Ben took his arm back to himself, a light redness dusting his cheeks that Rex didn't get to see long enough to truly tell if it'd actually been there or not; kind of laughing, Ben said, twirling the ball on his finger, "I'm good, dude, I think it's _you_ that needs help. You suck at this."  
Rex clicked his tongue, pushing his shoulder to make him drop the ball, but he didn't. "You distracted me! I was so gonna make it,"  
"Oh, how? It's not my fault you were off in la-la land staring at me."  
Spluttering, Rex crossed his arms, fighting back the warmth that wanted to flood his face. "No I wasn't."  
"Yeah, whatever," Ben scoffed, then tossed the ball, getting nothing but net—Rex grumbled at the smug look on his face.  
"Showoff..."  
"It's just practice, Rex," He grabbed the ball and then walked back up to him, side-stepping to be behind him, reaching around to hold it in front of him. "Here, let me show you."  
Rex felt his heart jump in his chest at having Ben so close he could smell him; he took up the ball, eyebrows dipping as the shorter male ghosted his hands up his arms, settling them on top of his own on the ball. "You've gotta hold it like this," He maneuvered his arms and hands to be setting up a toss, carefully rearranging his fingers and pose; Rex started to sweat a little from the contact, breathing a bit heavier and chewing his lip, trying to ignore how _good_ he smelled—body spray and musk, a sharp, masculine scent. 'Since when has that ever been attractive to me?' He thought.  
"Are you listening to me?" Ben asked from right next to his ear, the sudden sound making him jump slightly, brown eyes going wide.  
"Yeah!" He barked too quickly, gripping the ball tighter.  
Ben came around his side enough to make eye contact, touch trailing down his arms to his mid-back and shoulder, practically making Rex jump out of his skin; the brunet raised a brow and looked him up and down, the action only worsening the burning across his skin. "What's up with you? You look like you have a fever."  
"It's nothing, I'm just a little—" Rex flapped his hand, eyes anywhere but Ben and his pretty face. "You know."  
"No, I don't,"  
Settling his hands on his shoulders, Ben walked Rex back and over to a bench, sitting him down to then be beside him, and Rex really shouldn't have enjoyed being manhandled like that as much as he did; he could tell he was getting turned on, and it was only made more obvious by Ben being so attentive, pressing the back of his hand to his forehead as the other cradled his lower back, causing him to bite his cheek. "I think you have a fever," Ben said, cool breath blowing over his warm neck, smelling of fruity gum. "Yeah, you're really hot."  
God, he had to be fucking with him—there was no way he couldn't see what this was doing. That'd make Ben either stupidly dense or a moron, and either of those were possible. "Dude, c-c'mon," Rex pulled away slightly, trying to create some distance so he could _breath,_ just even attempt at calming down, but Ben wouldn't hear it.  
"No, we have to cool you off before you overheat. Here," Turning him to face him, Ben took up the bottom of Rex's shirt and started to push it off over his head, Rex gasping and grabbing his wrists, forcing him to stop.  
"Stop, what the hell're you doing?" He asked with wide eyes, staring down at Ben, who's concerned countenance had something… darker behind it, green eyes focused entirely on him.  
"Just trust me, Rex," His tone was off, deeper almost, and the little smile he gave out of the corner of his mouth had Rex's stomach dropping to his feet, groin growing burning hot. "I'm not gonna hurt you, I just want to help."  
Before Rex could respond, Ben pushed his shirt off, the sudden exposure to the cool air of the warehouse raising goosebumps all over Rex's hot torso, and he let out a breathless huff at the change. "See, that's probably way better, right?" Ben questioned, setting the shirt behind him, other hand glued to his hip.  
"Y-yeah," Rex agreed mindlessly, the only thing his fried brain being able to focus on being how close Ben was now, and he was getting closer, shifting them around so that Rex was sitting the right way again on the bench. "What now?" He asked, expression drooping from how turned on he was—damn, he needed a cold shower.  
And then Ben sat in his lap.  
Rex held his trembling hands up as his eyes shot open wide, staring directly at Ben's crotch pressing to his, the sudden weight on him knocking a shuddering breath from his lungs; arousal bit at him as Ben pulled his own shirt off over his head with one hand, letting it fall to the side as he said, head cocked and bare chest rising and falling from his heavy breaths, "You're really hot when you're horny,"  
He dipped his waist down and sighed harshly, Rex latching his hands to his thighs and moaning under his breath, head falling back to be resting against the hard concrete wall; Ben's face was flushed a deep red and his brows were dipped, pretty pink lips parted and tempting Rex in ways he never thought possible. "I knew you weren't that dense," He said, reaching up to grab Ben by the back of his hair and yank him closer, biting his lip at the feminine quip that jumped out of Ben's mouth. They kissed as they pressed into each other, embracing and gripping, hands messing up hair and dragging across skin, Rex moaning into his mouth when Ben's touch moved down to the front of his pants.  
"Lemme see what you've got," Ben hummed in a smooth tone, deft fingers ripping his belt out of the loops, then popping the button on his jeans; Rex's hard cock slipped out to swell against his abdomen, the exposure making him self-conscious.  
"I-I uhh..." He mumbled, anxiously rubbing his palms over the surface of the bench. "Sorry if I'm..."  
Ben tilted his gaze up to him as he dropped down onto his knees between his legs, wrapping his fingers around the base of him with a crooked smile, almost making him appear smug, but his spooned brows and blown out pupils turned the expression sensual. "Did I say anything?" He said softly, beginning to move his hand up and down, dribbling some spit onto the head to slicken the friction—Rex found it way hotter than he should've. "You don't have to be so nervous, Rex. I really like you,"  
Rex's lungs constricted and he opened his mouth to say something, but Ben pumping his cock faster cut him off with a groan, his eyelashes fluttering and toes curling, getting lost in the foreign sensation; Ben sighed pleasurably and took the head into his mouth to suck on it, flicking his tongue over the slit as he twisted his wrist, and God, Rex could barely keep his voice down. He grunted and fisted a handful of Ben's soft hair, the brunet moaning around him, nails digging into the flesh of his thighs. _"Fuck,"_ He said in a rough tone, spine arching and head dropping back, eyes squeezed shut. "Ben, _fuck."_  
Ben pulled off with a little mewl, dragging his nails up and down his skin, right hand still jerking him off at a fervent pace. "That feel good, baby? Huh?"  
Rex nodded wildly, forcing himself up with a free arm to stare down at Ben, their lust-filled gazes locking, and God, he'd never seen someone so beautiful in his _life._ "Y-you're so fuckin' pretty." He managed to say, little whines punctuating the sentence as his abs tensed, pressure building in his groin.  
That made Ben's eyelids droop and body go a bit slack, his hand working his cock faltering. "It s-sounds so good when you say it," He whimpered, kissing the insides of his thighs and down towards his balls. "I could come just hearing you praise me."  
'Oh Jesus Christ,' Rex thought in a rush, Ben's heady words like a spike of arousal straight to his dick, and when the brunet sucked his balls into his mouth and pinched the slit of his cock, he came without even feeling the buildup; his legs squeezed around Ben's head and hands clawed at the metal under him, his voice leaking out so painstakingly unashamed and high-pitched that it was almost embarrassing. Ben cooed and stroked him through it, licking up the cum that leaked out and whatever got on his fingers. "God, you came so much," His voice was lurid, practically dripping with honey, almost making Rex drunk with how desperately wanton it had him, practically making him overstimulated; he forced his eyes open to find Ben pushing his pants and underwear down, his slightly smaller cock blushing red and leaking precum out of the tip, and Rex swallowed, flitting his attentions from it to Ben's face and back again.  
"I don't kn-know how," He began, gingerly taking hold of it. "So sorry if I suck..."  
"Just when I thought you couldn't get any cuter," Ben said brashly, sitting on the bench against the arm, legs splayed; he was trembling, hair a mess and expression desperate, like even the slightest touch could send him over the edge. Jesus, he was so—  
"Sexy," Rex said sweetly as he brought his face to his crotch, inhaling his scent and moaning light, stroking his legs and sides, making Ben whine. "You've got such a nice body, Ben… and you smell so good, it really makes me horny."  
"Shit," Ben's voice was weak, his entire frame shivering and countenance skewed with desire, Rex seeing his cock throb and balls tense. _Fuck_ he was hot. "C-c'mon, don't tease me, baby."  
"Why not?"  
Rex kissed his skin down to his crotch and then around his dick, going below his balls to his hole, which was twitching, and he heard Ben gasp as he pressed his lips to it. _"Oh fuck,"_  
Even though he'd just come, Rex was already hard again, and as he lifted Ben's legs so he could better access his hole, he couldn't help but think, 'I wanna lose my virginity to this guy.' Biting his tongue, he exhaled, then began eating him out, Ben groaning and tossing his arm over his face, hot mouth slack and releasing every little noise to drive Rex insane; he worked him open with his tongue as he let his hands travel over his lean body, the contrast of their skin tones like the purest art, Ben's little quivering mewls the angelic accompaniment—he'd never been so out-of-his-mind attracted to someone in his fucking life. "Rex," Ben whimpered, staring up at him through his lashes. "P-please,"  
Removing his mouth, Rex brought his hand up to press two fingers into the now lubed hole, Ben's eyes going wide and arms flailing up to grip the arm rest above him, cock drizzling even more precum onto his stomach. "Y-you—" He tried to say, but Rex didn't give him the chance as he began to fingerfuck him, scissoring the digits and crooking them around inside, feeling him up as he did. He kept his pace even, adding a third to make Ben moan from his chest, and he figured he'd teased him enough; lowering his legs to be wrapped around his waist, he spit into his hand and rubbed it onto the head of his cock before slowly pushing inside, Ben jumping out of his skin at the sensation of him and lifting his head to gaze down at him, blown pupils like pools of hedonism. _"Rex."_ His voice was breathless.  
Rex took hold of his hard dick and began to pump as he pressed in deeper, the boiling heat, softness, and tightness unlike anything he'd ever experienced, as though fucking an angel, Ben rippling around him from the added stimulation of being jerked off practically making him wheeze. "God you feel good," He praised, pausing once he was balls deep so Ben could get used to him.  
All Ben did was groan, holding his hands on his hips with his back arched, hair splayed over the metal surface beneath him. "Fuuuuck," He dropped his head to the side and bit his lip, brows knitting together as he rocked his hips. "I-I can't e-even—you're so _big,_ Rex, _shit."_  
That went straight to Rex's ego, driving him to yank on his arms as he thrusted out, then back in, the position curving Ben's lower body outward, affording him the ability to go even deeper; Ben cried out and wrapped his legs around him, the whites of his eyes rolling up, and man, Rex almost couldn't believe how good it felt. Grunting, he began to fuck him in that same rhythm, going hard and steady, swirling his hips a bit to nudge every part of him, and if Ben's choked sobs were anything to go by, he was doing a good job; he sped up, bucking more upwards, and that had Ben _squeaking,_ his hole squeezing the life out of him as he continued to fuck right into that spot. "Don't stop, don't stop, r- _right there Rex, oh fuck baby—"_  
Rex whimpered and he slumped forward, fire burning all up and down his spine and exploding at the base of his skull from how ridiculously amazing Ben sounded, and God he really couldn't fucking get enough; he kept Ben's legs around him as he bent over him to capture his perfect mouth in a wet kiss, Ben immediately wrapping his arms around him and kissing him back desperately. "Say my name when you come," He groaned into his mouth, slipping his hand behind his head to yank on his hair, cocking his head back and making Ben moan. "Let me hear your pretty voice, Ben."  
He dragged his open mouth over the sweaty surface of his neck, then began to suckle, giving him a hickey, the deep purple mark so lovely against his skin. He shoved his face in the crook of his shoulder and sighed as he felt his orgasm quickly build, whimpering into his lover's ear; Ben was loud, holding him close and digging his heels into his back, begging as Rex fucked him harder. _"'m so close Rex, just like that, y-you're gonna make me come all over you baby, please—"_  
Reaching between them, Rex flicked his wrist over Ben's swollen cock once, and that was it; he cried out sweetly and tensed, scratching Rex's back to hell with his hole rippling around his dick, forcing a stupidly loud moan out of him that echoed in the emptiness of the warehouse. He slammed in one last time and came impossibly hard, the overstimulation from having already come once practically making him cry from the intensity that hit every nerve ending directly; his arms gave out and he fell on top of him, Ben wheezing a bit from the force of him landing on top of his chest, Rex coincidentally pulling out of him with a lewd pop. _"Jesucristo,"_ Rex breathed, his head spinning from how irregularly he'd been breathing.  
"Man..." Ben huffed, stroking Rex's back from his hairline down to his ribs and back again. "If I'd known I was gonna have sex, I would've actually showered. Now I feel bad."  
"But you smell so good still," Rex said, nuzzling into his neck with a deep inhale, making Ben giggle. "No complaints here."  
Ben sighed pleasantly, burying his fingers in Rex's short black hair, Rex smiling and kissing his skin.  
Through his in-ear, Holiday cleared her throat and said, _"Rex, if… you guys are done, doing whatever it is you're doing, your biometrics are stable enough to get some training in before Alpha shows back up."_  
Rex stiffened and a blush flared across his face, sitting up with Ben giving him a weird look as he pressed two fingers to his earpiece. "Right! Sorry Holiday, we're uh, we're done, y'know, shootin' the old hoops. We'll be in the training room in five."  
Ben cocked his head, eyes narrowed in confusion, but then realisation washed over him and he groaned, hands covering his face; Rex mimed slapping himself, then stood up with Ben following, his cheeks bright red. "I can't believe we forgot about the fucking cameras," Ben grumbled.  
Rex kind of laughed, earning him a smile. "Well, we _were_ kinda focused on other things."  
They stepped into their pants and underwear, then put their shoes back on; just as Ben picked up his shirt, Rex stopped him. "Let me wear it." He said.  
Ben snorted, holding it up to his chest. "Your shoulders are broader than mine, it's not going to fit,"  
Rex took it from him anyway, slipping it on with a little difficulty, but the snugness and scent was comforting, and he found himself grinning like an idiot as he smoothed it down. "You're so cute," Ben told him as he watched him, Rex's own shirt held in his hands.  
"Shut up." Rex pushed his shoulder, trying not to acknowledge the breathless fluttering of his chest that those words gave him.  
They finished dressing, then headed to the training room, hands in each others as they went.


End file.
